<PAGE>

                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                    FORM 10-Q

(MARK  ONE)

 [x] QUARTERLY  REPORT  PURSUANT  TO SECTION 13 OR 15(d) OF THE  SECURITIES  AND
     EXCHANGE ACT OF 1934.

For  the  quarterly  period  ended  September  30,  2003

                                       OR

[ ]  TRANSITION  REPORT  PURSUANT  TO  SECTION  13  OR  15(d)  OF THE SECURITIES
     EXCHANGE  ACT  OF  1934.

     For  the  transition  period  from  __________  to  ___________

                                    000-30051
                               -------------------
                              (Commission File No.)

                            PAVING STONE CORPORATION
             -----------------------------------------------------
             (Exact name of registrant as specified in its charter)

           NEVADA                              88-0443120
----------------------------        -------------------------------------
(State  of  Incorporation)        (I.R.S.  EmployerIdentification  No.)

                  9900 West Sample Road, Suite 300, Coral Springs, FL 33065
                 ------------------------------------------
                    (Address of principal executive offices)

                                 (954) 971-3235
                           ---------------------------
                         (Registrant's telephone number)

                            Cottage Investments, Inc.
                           ---------------------------
                           (Registrant's Former Name)

Indicate by check mark whether the Registrant (1) has filed all reports required
to be filed by section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  Registrant  was
required  to file  such  reports),  and  (2) has  been  subject  to such  filing
requirements for the past 90 days. Yes X No

Indicate  by  check  mark  whether  the  registrant  is an accelerated filer (as
defined  in  rule  12b-2  of  the  Exchange  Act). Yes     No X

At December 30, 2003,  107,519,753 shares of the Registrant's  common stock were
issued and outstanding.

Throughout this Report,  the terms "we",  "us", "our" and other similar pronouns
refer to the Paving Stone  Corporation.  The terms  "PVNG",  the  "Company,"  or
"Registrant" also refer to the Paving Stone Corporation.




<PAGE>

PART  I:     FINANCIAL  INFORMATION.

ITEM  1.     FINANCIAL  STATEMENTS.


                            PAVING STONE CORPORATION
                                AND SUBSIDIARIES
                             CONDENSED CONSOLIDATED
                              FINANCIAL STATEMENTS
                            AS OF SEPTEMBER 30, 2003



<PAGE>



                            PAVING STONE CORPORATION
                                AND SUBSIDIARIES



                                    CONTENTS


PAGE      1       CONDENSED CONSOLIDATED BALANCE SHEETS AS OF SEPTEMBER 30, 2003
                  (UNAUDITED) AND DECEMBER 31, 2002

PAGE      2       CONDENSED CONSOLIDATED  STATEMENTS OF OPERATIONS FOR THE THREE
                  AND NINE MONTHS ENDED SEPTEMBER 30, 2003 AND 2002 (UNAUDITED)

PAGES   3 - 4     CONDENSED  CONSOLIDATED  STATEMENTS OF CASH FLOWS FOR THE NINE
                  MONTHS ENDED SEPTEMBER 30, 2003 AND 2002 (UNAUDITED)

PAGES   5 - 12    NOTES TO CONDENSED  CONSOLIDATED  FINANCIAL  STATEMENTS  AS OF
                  SEPTEMBER 30, 2003 (UNAUDITED)




<PAGE>


                    PAVING STONE CORPORATION AND SUBSIDIARIES
                      CONDENSED CONSOLIDATED BALANCE SHEETS

<TABLE>
<CAPTION>
                                     ASSETS
                                                                                      September 30,
                                                                                           2003           December 31,
                                                                                      (Unaudited)            2002
                                                                                      ------------       ------------
<S>                                                                                   <C>                <C>
CURRENT ASSETS
 Cash                                                                                 $      6,403       $         --
 Investment                                                                              3,900,000                 --
 Inventory                                                                               1,350,000                 --
 Assets of discontinued operations                                                          49,895          4,088,860
                                                                                      ------------       ------------
        Total Current Assets                                                             5,306,298          4,088,860
                                                                                      ------------       ------------

PROPERTY AND EQUIPMENT - NET                                                                67,598                 --
                                                                                      ------------       ------------

OTHER ASSETS
 Security deposits and other assets - net of amortization                                    1,370                 --
                                                                                      ------------       ------------
        Total Other Assets                                                                   1,370                 --
                                                                                      ------------       ------------

TOTAL ASSETS                                                                          $  5,375,266       $  4,088,860
                                                                                      ============       ============

                    LIABILITIES AND STOCKHOLDERS' DEFICIENCY
CURRENT LIABILITIES
 Line of credit                                                                       $  2,530,081       $  2,502,588
 Accounts payable and accrued expenses                                                     730,637            352,714
 Accrued stock compensation                                                                 55,000            102,123
 Customer deposit                                                                            5,000                 --
 Note and capital lease obligation payable - current portion                                25,973                 --
 Notes payable - stockholder                                                               136,744                 --
 Note payable - related party                                                              700,000                 --
 Liabilities of discontinued operations                                                  3,948,277          5,951,613
                                                                                      ------------       ------------
        Total Current Liabilities                                                        8,131,712          8,909,038
                                                                                      ------------       ------------

LONG TERM LIABILITIES
 Notes payable - stockholder                                                                    --            143,047
 Note payable - related party                                                                   --            700,000
                                                                                      ------------       ------------
        Total Long-Term Liabilities                                                             --            843,047
                                                                                      ------------       ------------

TOTAL LIABILITIES                                                                        8,131,712          9,752,085
                                                                                      ------------       ------------

COMMITMENTS AND CONTINGENCIES

STOCKHOLDERS' DEFICIENCY
 Common stock, $.00001 par value, 150,000,000 shares authorized, 45,519,753, and
  26,177,382 shares issued and outstanding, respectively                                       455                262
 Common stock to be issued, none and 779,300 shares, respectively                               --                  8
 Additional paid-in capital                                                              8,119,311          6,498,322
 Accumulated deficit                                                                   (10,876,212)       (12,161,817)
                                                                                      ------------       ------------

TOTAL STOCKHOLDERS' DEFICIENCY                                                          (2,756,446)        (5,663,225)
                                                                                      ------------       ------------

TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIENCY                                        $  5,375,266       $  4,088,860
                                                                                      ============       ============
</TABLE>

     See accompanying notes to condensed consolidated financial statements.


                                       1
<PAGE>

                    PAVING STONE CORPORATION AND SUBSIDIARIES
                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                                     For the Three      For the Three      For the Nine       For the Nine
                                                     Months Ended       Months Ended       Months Ended       Months Ended
                                                     September 30,      September 30,      September 30,      September 30,
                                                         2003               2002               2003               2002
                                                     ------------       ------------       ------------       ------------
<S>                                                  <C>                <C>                <C>                <C>
NET SALES                                            $  7,000,000       $         --       $  7,000,000       $         --

COST OF SALES                                           3,100,000                 --          3,100,000                 --
                                                     ------------       ------------       ------------       ------------

GROSS PROFIT                                            3,900,000                 --          3,900,000                 --
                                                     ------------       ------------       ------------       ------------

OPERATING EXPENSES
 Selling, general and administrative                       74,668            616,918            122,356              1,218
 Common stock issued for services                         121,872              7,245            370,463            112,245
 Common stock returned in consultant settlement                --           (615,700)                --           (615,700)
                                                     ------------       ------------       ------------       ------------
       Total Operating Expenses                           196,540              8,463            492,819           (502,237)
                                                     ------------       ------------       ------------       ------------

INCOME (LOSS) FROM CONTINUING OPERATIONS                3,703,460             (8,463)         3,407,181            502,237
                                                     ------------       ------------       ------------       ------------

OTHER EXPENSE
 Interest expense                                          36,029              1,800            104,065              5,400
 Other expense                                              4,286                 --              4,286             50,000
                                                     ------------       ------------       ------------       ------------
       Total Other Expense                                 40,315              1,800            108,351             55,400
                                                     ------------       ------------       ------------       ------------

INCOME (LOSS) FROM CONTINUING OPERATIONS                3,663,145            (10,263)         3,298,830            446,837

LOSS FROM DISCONTINUED OPERATIONS                        (360,998)        (1,800,644)        (2,112,515)        (2,735,279)
                                                     ------------       ------------       ------------       ------------

NET INCOME (LOSS)                                    $  3,302,147       $ (1,810,907)      $  1,186,315       $ (2,288,442)
                                                     ============       ============       ============       ============

NET LOSS PER SHARE - BASIC AND DILUTED
 Income (loss) from continuing operations            $        .08       $       (.00)      $        .07       $        .02
 (Loss) from discontinued operations                         (.01)              (.07)              (.05)              (.10)
                                                     ------------       ------------       ------------       ------------
                                                     $        .07       $       (.07)      $        .02       $       (.08)
                                                     ============       ============       ============       ============

Weighted average shares outstanding during the
 period - basic and diluted                            44,943,449         25,861,374         34,565,339         24,069,532
                                                     ============       ============       ============       ============
</TABLE>


     See accompanying notes to condensed consolidated financial statements.

                                       2
<PAGE>

                    PAVING STONE CORPORATION AND SUBSIDIARIES
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2003 AND 2002
                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                                                                       2003               2002
                                                                                    -----------       -----------
<S>                                                                                 <C>               <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
 Income from continuing operations                                                  $ 3,298,830       $   446,837
 Adjustments to reconcile net income to net cash used in operating activities:
  Stock issued for services                                                             370,463           112,245
  Stock returned in consultant settlement                                                    --          (615,700)
  Loss from discontinued operations                                                  (2,112,515)       (2,735,279)
  Depreciation                                                                           49,346                --
  Amortization                                                                            6,250                --
  Loss on disposal of property and equipment                                           (123,194)               --
  Investment received from sale of inventory                                         (3,900,000)               --
 Changes in operating assets and liabilities:
  (Increase) decrease in:
    Security deposits and other assets                                                   (1,370)               --
    Assets of discontinued operations                                                 4,038,965         1,159,468
  Increase (decrease) in:
    Accounts payable and accrued expenses                                               377,924                --
    Accrued stock compensation                                                          (47,123)               --
    Customer deposits payable                                                             5,000                --
    Liabilities of discontinued operations                                           (1,965,006)          604,377
                                                                                    -----------       -----------
         Net Cash Used In Operating Activities                                           (2,430)       (1,028,052)
                                                                                    -----------       -----------

CASH FLOWS FROM FINANCING ACTIVITIES
 Proceeds on issuance of stock for cash, net                                                 --         1,000,000
 Proceeds from notes payable                                                                 --           200,000
 Line of credit                                                                          27,493           266,091
 Advances from related parties                                                               --           (91,683)
 Payments on notes and capital lease obligations                                        (12,357)          (69,994)
 Shareholder loan payable                                                                (6,303)         (311,801)
                                                                                    -----------       -----------
         Net Cash Provided By Financing Activities                                        8,833           992,613
                                                                                    -----------       -----------

NET INCREASE (DECREASE) IN CASH                                                           6,403           (35,439)

CASH - BEGINNING OF PERIOD                                                                   --            35,439
                                                                                    -----------       -----------

CASH - END OF PERIOD                                                                $     6,403       $        --
                                                                                    ===========       ===========
</TABLE>


     See accompanying notes to condensed consolidated financial statements.


                                       3
<PAGE>

                    PAVING STONE CORPORATION AND SUBSIDIARIES
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2003 AND 2002
                                   (UNAUDITED)

                                                      2003             2002
                                                   -----------      -----------

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:

Cash paid for interest                             $        --      $    95,673
                                                   ===========      ===========

NON-CASH INVESTING AND FINANCING ACTIVITIES:

Equipment acquired by note payable                 $        --      $    69,279
                                                   ===========      ===========

Purchase of inventory for common stock             $ 1,350,000      $        --
                                                   ===========      ===========

     See accompanying notes to condensed consolidated financial statements


                                       4
<PAGE>

                    PAVING STONE CORPORATION AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                            AS OF SEPTEMBER 30, 2003
                                   (UNAUDITED)

NOTE 1 BASIS OF PRESENTATION

       The accompanying  unaudited condensed  consolidated  financial statements
       have been prepared in accordance  with  accounting  principles  generally
       accepted in the United States of America and the rules and regulations of
       the Securities and Exchange Commission for interim financial information.
       Accordingly,  they do not include  all the  information  necessary  for a
       comprehensive   presentation  of  the  Company's  consolidated  financial
       position and results of operations.

       It  is  management's  opinion,  however  that  all  material  adjustments
       (consisting  of normal  recurring  adjustments)  have been made which are
       necessary for a fair financial statements  presentation.  The results for
       the interim  period are not  necessarily  indicative of the results to be
       expected for the year.

       The condensed  consolidated  balance sheet information as of December 31,
       2002,  was derived  from the audited  consolidated  financial  statements
       included in the Company's Annual Report Form 10-KSB. It is suggested that
       the  interim  condensed  consolidated  financial  statements  be  read in
       conjunction  with the  audited  financial  statements  for the year ended
       December 31, 2002, as filed with the Securities  and Exchange  Commission
       on Form 10-K, from which the interim statements were derived.

       In preparing condensed  consolidated  financial  statements in conformity
       with  accounting  principles  generally  accepted in the United States of
       America,  management is required to make estimates and  assumptions  that
       affect the reported  amounts of assets and liabilities and the disclosure
       of  contingent  assets  and  liabilities  at the  date  of the  condensed
       consolidated  financial  statements and revenues and expenses  during the
       reported period. Actual results could differ from those estimates.

NOTE 2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

       (A) Principles of Consolidation

       The accompanying  condensed consolidated financial statements include the
       accounts of Paving Stone  Corporation and its wholly owned  subsidiaries.
       All  significant  inter-company   transactions  and  balances  have  been
       eliminated in consolidation.

       (B) Fair Value of Financial Instruments

       The  carrying  value  of  financial  instruments  including  receivables,
       accounts payable,  accrued expenses and debt,  approximates fair vales at
       September 30, 2003 and December 31, 2002 due to the relatively short-term
       nature of these instruments.


                                       5
<PAGE>

                    PAVING STONE CORPORATION AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                            AS OF SEPTEMBER 30, 2003
                                   (UNAUDITED)

       (C) Income (Loss) Per Common Share

       Net income  (loss) per common  share  (basic and diluted) is based on the
       net income (loss) divided by the weighted average number of common shares
       outstanding  during each  period.  The  Company  does not have any common
       stock  equivalents to be included in the  computation of diluted net loss
       per common share because the effect would be anti-dilutive.

NOTE 3 INVESTMENT

       As of September 30, 2003,  the Company holds  2,550,000  shares of common
       stock and 5,250,000  convertible  preferred shares in an unrelated public
       company, representing approximately 12% ownership, whose common stock has
       no trading  volume.  The  investment  of  $3,900,000 is based on the fair
       value of $.50 per share,  represented by private  placement sales of this
       company's common stock for cash from June 18, 2003 through  September 30,
       2003.  The  Company  acquired  the  shares  from the  sale of  high-grade
       commercial equipment in exchange for common stock (See Note 5).

NOTE 4 INVENTORY

       During the second  quarter of 2003,  the  Company  formed a wholly  owned
       subsidiary,   PSC  Equipment,  Inc.,  to  purchase  and  sell  high-grade
       commercial  equipment.  On May 30,  2003,  the  Company  entered  into an
       Equipment  Purchase  Agreement  ("EPA") with a vendor and  purchased  its
       first block of equipment  inventory.  Under the EPA,  the Company  issued
       15,000,000  restricted shares of its common stock and executed a $500,000
       Money  Purchase  Contract for the equipment  inventory.  The inventory is
       located at four sites around the U.S.A. and will remain there until sold.
       Under the EPA, the Company is not required to make lease,  storage fee or
       insurance  payments for two years.  The inventory is valued at $1,350,000
       on the  condensed  consolidated  balance  sheet as of September 30, 2003,
       based on the  value of the  shares on the date of the EPA.  The  $500,000
       money  purchase  contract is not recorded as a liability on the condensed
       consolidated  balance  sheet  as  of  September  30,  2003  since  it  is
       contingent  on the Company  obtaining  cash proceeds from the sale of the
       inventory or from financing secured by the inventory (See Note 10).

       On June 25,  2003,  the  Company  executed  a second  Equipment  Purchase
       Agreement  ("EPA-2")  with a  vendor  to  purchase  additional  equipment
       inventory  located in one site in Texas.  Under  EPA-2,  the  Company was
       obligated  to pay  $450,000  for the  inventory  under  a Money  Purchase
       Contract using 900,000 shares of stock from the ultimate purchaser of the
       inventory.  As of September 30, 2003,  the Company sold the inventory and
       therefore  made the payment under the Money  Purchase  Contract (See Note
       5).


                                       6
<PAGE>

                    PAVING STONE CORPORATION AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                            AS OF SEPTEMBER 30, 2003
                                   (UNAUDITED)

NOTE 5 EQUIPMENT INVENTORY SALE

       On July 29,  2003,  the  Company  sold a portion  of the  first  block of
       equipment  inventory  acquired on May 30, 2003,  under an EPA to a public
       company located in the southwest U.S.A.  Under the EPA, the selling price
       was $7,500,000  comprising a $500,000 Money Purchase Contract,  7,000,000
       shares of the  purchasers  restricted  common stock valued at $3,500,000,
       and 7,000,000 shares of the purchasers convertible preferred stock valued
       at  $3,500,000.  The valuation of both the preferred and common stock was
       based on the fair market  value of the public  company's  common stock as
       determined by recent sales of the stock in private placements.

       On September 18, 2003, the Company executed an amendment to the July 29th
       $7,500,000 EPA as follows:

       1.     The Company  purchased a new block of inventory using 1,800,000 of
              the  common  shares   received  in  the  original  July  29,  2003
              transaction  per above and an  additional  900,000 of these common
              shares were used to fully  consummate  the EPA dated June 25, 2003
              as described in the Inventory footnote.

       2.     The  original  inventory  sold as per the  July  29,  2003 EPA was
              swapped in its entirety for the two blocks of inventory  described
              above  resulting  in the Company  still owning the  $1,350,000  of
              inventory  acquired on May 30, 2003, as of September 30, 2003 (See
              Note 4).

       The cost basis of the inventory  sold in the $7,500,000  transaction  was
       based on the 2,700,000 common shares received from the purchaser,  valued
       at  $1,350,000,  which  were used to  acquire  the  applicable  blocks of
       inventory. The net sales proceeds in the transaction exclude the $500,000
       Money  Purchase  Contract  portion,  since  this  amount has not yet been
       received.  Below is a summary of how the  transaction was recorded during
       the third quarter of 2003.

<TABLE>
<CAPTION>
<S>                                                                                              <C>
       Sales                                                                                     $ 7,000,000

       Less cost of goods sold inventory (2,700,000 restricted common shares @ $.50)               1,350,000

       Less commissions and other expenses (3,500,000 shares @$.50 - 1,750,000 restricted
        common and 1,750,000 convertible preferred)                                                1,750,000
                                                                                                 -----------

       Net profit                                                                                $ 3,900,000
                                                                                                 ===========

       Stock held by purchaser (7,800,000 shares @ $.50 - 2,550,000 restricted common and
        5,250,000 convertible preferred)                                                         $ 3,900,000
                                                                                                 ===========
</TABLE>


                                       7
<PAGE>

                    PAVING STONE CORPORATION AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                            AS OF SEPTEMBER 30, 2003
                                   (UNAUDITED)

NOTE 6 DISCONTINUED OPERATIONS

       During  December 2002,  the Company made the decision to discontinue  its
       Florida and New England  Paving Stone  operations.  As of  September  30,
       2003, all paving installation operations are completely discontinued. All
       paving  installation  operations  have been accounted for as discontinued
       operations  and  accordingly,   amounts  in  the  condensed  consolidated
       financial  statements  and related notes for all periods  shown,  reflect
       discontinued  operations  accounting.  Concurrently,  the Company entered
       into an agreement to assist a contractor  in acquiring  all the Company's
       former customers in various Florida markets.  The agreement calls for the
       Company to receive a commission  of 5% of the actual gross margin  earned
       during 2003. Through September 30, 2003, the Company has not recorded any
       commissions under the contract.  The Company discontinued  Arizona/Texas,
       Georgia/Mid-Atlantic,  Nevada and California operations by the end of the
       third quarter.

       Information  relating to the paver  installation  operations for the nine
months ended September 30, 2003 and 2002 are as follows:

                                    2003               2002
                               ------------       ------------
       Revenues                $  6,264,347       $ 24,494,143
       Costs and expenses         8,376,862         27,229,422
                               ------------       ------------

           Net (Loss)          $ (2,112,515)      $ (2,735,279)
                               ============       ============

       Assets and liabilities of the discontinued operations were as follows:

                                        September 30,    December 31,
                                           2003            2002
                                        ------------    ------------
       Assets
        Cash                            $         --    $     17,795
        Accounts receivable, net              41,132       3,256,887
        Cost in excess of billings                --         448,163
        Prepaid expenses                          --          27,105
        Inventories                               --          17,500
        Property and equipment                    --         292,927
        Other assets                           8,763          28,483
                                        ------------    ------------

           Total Assets                 $     49,895    $  4,088,860
                                        ============    ============


                                       8
<PAGE>

                    PAVING STONE CORPORATION AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                            AS OF SEPTEMBER 30, 2003
                                   (UNAUDITED)

                                                     September 30,  December 31,
                                                         2003           2002
                                                     ------------   ------------
       Liabilities
        Cash overdraft                               $         --   $    328,011
        Billing in excess of cost                              --        953,567
        Accounts payable and accrued expenses           3,948,277      4,569,891
        Notes payable and capital lease obligations            --        100,144
                                                     ------------   ------------

           Total Liabilities                         $  3,948,277   $  5,951,613
                                                     ============   ============

NOTE 7 SEGMENT REPORTING

       As of  September  30,  2003,  the  Company has two  reportable  segments:
       Corporate and PSC Equipment. The Corporate segment is inactive except for
       stock issuances. The PSC Equipment segment purchases and sells high-grade
       used kitchen  equipment for commercial use. The Company evaluates segment
       performance  based on  income  (loss)  from  operations.  Sales  for each
       segment  are  based on the  location  of the  third-party  customer.  All
       intercompany  transactions  between  segments have been  eliminated.  The
       Company's selling,  general and  administrative  expenses and engineering
       expenses  are  charged  to each  segment  based on the  region  where the
       expenses are incurred.  As a result,  the components of operating  income
       (loss) for one segment may not be comparable to another segment.  Segment
       results  for the nine  months  ended  September  30, 2003 and 2002 are as
       follows:

                                         Corporate    PSC Equipment     Total
                                        ----------    -------------   ----------
       2003
       ----
       Net sales                        $       --     $7,000,000    $7,000,000

       Income (loss) from operations      (596,329)     3,895,159     3,298,830

       Depreciation and amortization        23,668             --        23,668

       Assets                               73,995      5,251,376     5,325,371


                                       9
<PAGE>

                    PAVING STONE CORPORATION AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                            AS OF SEPTEMBER 30, 2003
                                   (UNAUDITED)

       2002
       ----

       Net sales                        $       --    $       --     $       --

       Income (loss) from operations            --            --             --

       Depreciation and amortization            --            --             --

       Assets                              239,314            --        239,314

       Capital expenditures                 16,075            --         16,075

NOTE 8 STOCK ISSUANCES

       During the nine months  ended  September  30,  2003,  the Company  issued
       3,117,200 shares of common stock to consultants for services.  The shares
       were valued at $290,217, the fair market value based on closing prices on
       the respective issuance dates.

       During the nine months  ended  September  30,  2003,  the Company  issued
       600,000  restricted  shares of common  stock as  collateral  for services
       performed by a vendor.  These shares have not yet been applied as payment
       for amounts owed (See Note 9(B)).

       During the nine months  ended  September  30,  2003,  the Company  issued
       2,991,500  shares of common  stock as  collateral  for  amounts  owed for
       services  performed by  consultants  and vendors.  The vendors  exercised
       their option to convert $80,246 of the amount owed into 1,225,171  shares
       of the  Company's  common  stock and based on the  dates  exercised.  The
       remaining  1,766,329  option shares were collateral at September 30, 2003
       (See Note 9(B)).

       During the nine months  ended  September  30,  2003,  the Company  issued
       15,000,000  restricted  shares of  common  stock to  purchase  commercial
       equipment inventory in conjunction with its equipment re-sale subsidiary,
       PSC Equipment,  Inc. The shares were valued at  $1,350,000,  based on the
       closing  market  price of the  Company's  common stock on the date of the
       equipment purchase transaction.

NOTE 9 COMMITMENTS AND CONTINGENCIES

       (A) Ongoing Litigation

       The Company is currently in a  contractual  dispute  over  agreements  to
       issue  1,175,119  shares of common stock to former  consultants.  A legal
       opinion  has been issued to the  transfer  agent  requesting  to stop the
       transfer of 395,819  previously  issued shares and the remaining  779,300
       shares have not been issued,  pending a resolution of this  dispute.  The
       Company is  presently  a  defendant  in  twenty-five  collection  related
       lawsuits totaling  approximately  $520,000,  some of which judgments have
       been  obtained and some are pending.  The majority of these legal actions
       are a result  of the  Company's  discontinued  operations.  Additionally,
       there are presently  eighteen potential lawsuits which are all collection
       related matters totaling approximately $200,000.


                                       10
<PAGE>

                    PAVING STONE CORPORATION AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                            AS OF SEPTEMBER 30, 2003
                                   (UNAUDITED)

       (B) Collateralized Shares

       During the nine months  ended  September  30,  2003,  the Company  issued
       3,591,500  shares of common  stock as  collateral  for  amounts  owed for
       services  previously  performed  by  vendors.  The  amounts  due to these
       vendors  are  recorded in  accounts  payable  and accrued  expenses as of
       September  30, 2003.  Upon payment of these  outstanding  invoices by the
       Company,  the shares will be returned  to the  Company and  canceled.  In
       addition,  the vendor has the  option to  satisfy  amounts  owed to them,
       after  notifying  the Company,  by either  selling the shares in the open
       market or accepting the shares in lieu of full payment of the debt. As of
       the date of this  report,  no shares  have been  returned  and  1,225,171
       options have been  exercised  resulting in an ending balance of 2,366,329
       shares.

       (C) Payroll and Payroll Taxes

       As of September  30, 2003,  the Company  owes  approximately  $123,000 of
       payroll and payroll taxes to its payroll processing company.  This amount
       has  been  accrued  and is  included  in  accounts  payable  and  accrued
       expenses.  On August 1, 2003 the payroll processing company filed a civil
       action  summons for the payroll and payroll tax  deficiency  plus accrued
       interest at the rate of 1.5% per month.

       (D) Lack of Insurance

       As of September 30, 2003,  the Company has not  maintained  any liability
       insurance  or any other form of  insurance.  The Company is also  lacking
       insurance coverage for workman's  compensation,  disability and directors
       and officers  liability  insurance.  Although the Company is not aware of
       any  claims  arising  subsequent  to  September  30,  2003,  there  is no
       assurance that none exist.

       (E) Capitalized Leases

       As of  September  30,  2003,  the Company  was in default of  capitalized
       equipment  leases.  Certain  of  the  assets  pertaining  to  the  leased
       equipment  were  repossessed  and as such  have  been  removed  from  the
       Company's possession. There is no assurance that legal action will not be
       taken  against  the  Company  for the  shortfalls  on the  balance of the
       leases.


                                       11
<PAGE>

                    PAVING STONE CORPORATION AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                            AS OF SEPTEMBER 30, 2003
                                   (UNAUDITED)

       Amount of assets taken off books           $ 26,892
                                                  --------
       Amount of debt taken off books             $ 20,632
                                                  ========

NOTE 10  RELATED PARTIES

       During the nine months  ended  September  30,  2003,  the Company  repaid
stockholder loans in the amount of $12,419.

NOTE 11  GOING CONCERN

       As  reflected  in  the  accompanying   condensed  consolidated  financial
       statements the Company has a working capital deficiency of $2,825,414 and
       a  stockholders'  deficiency of $2,756,446 as of September 30, 2003 and a
       negative  cash flows from  operations of $2,430 for the nine months ended
       September  30, 2003.  These  factors  raise  substantial  doubt about its
       ability to  continue  as a going  concern.  The ability of the Company to
       continue as a going  concern is  dependent  on the  Company's  ability to
       raise  additional  funds and implement its business  plan.  The condensed
       consolidated  financial  statements do not include any  adjustments  that
       might be  necessary  if the  Company  is  unable to  continue  as a going
       concern.

       Management has  discontinued  all of its paving  installation  operations
       segments as of September  30,  2003.  Management  has also reduced  other
       operating  expenses  during  2003  throughout  the  Company  to return to
       profitable operations during 2003.

       Management's  future plans also include  restructuring its revolving line
       of credit  for which they are  currently  in active  negotiations  with a
       financial institution.

NOTE 12  SUBSEQUENT EVENTS

       (A) Stock Activity

       Subsequent to September 30, 2003, the Company issued 62,000,000 shares of
       common stock to two of its officers as  compensation  in lieu of cash for
       services  rendered.  The shares were valued at $620,000 based on the date
       of issuance.

                                       12
<PAGE>

                    PAVING STONE CORPORATION AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                            AS OF SEPTEMBER 30, 2003
                                   (UNAUDITED)

       (B) Revolving Line of Credit

       The Company had a revolving  line of credit with a financial  institution
       with a maximum  line of  $2,500,000.  The line of credit  was  payable on
       demand with  interest  at the 30-day  dealer  commercial  paper rate plus
       2.55%.  It was secured by all the assets of the Company and Paving  Stone
       Industries,  Inc., a corporation owned by the majority  stockholder.  The
       line of credit was due for  renewal on April 30,  2003,  and has not been
       renegotiated for renewal.

       On December 19, 2003, the Company signed a forbearance agreement with the
       lender. The forbearance agreement is in effect through March 31, 2004 and
       may be extended so long as the Company is making required payments and is
       not otherwise in default. The forbearance agreement is structured so that
       all payments received by the Company shall be paid directly to a lockbox.
       One half of all amounts received by the lender will be paid by the lender
       to itself  and one half will be paid to the  Company  up to a maximum  of
       $125,000 per month.  Any amounts in excess of $125,000 shall be paid 100%
       to the lender. In order for the Company not to be in default,  there must
       be at least  $100,000  paid into the  lockbox by January  15, 2004 with a
       minimum of $50,000 paid to the lender.  Further,  the lender must receive
       an additional  $500,000  paid into the lockbox on or before  February 28,
       2004 for a total  amount of $600,000 by the end of February  and $300,000
       paid to the  lender.  Interest  charged  under this  agreement  is at the
       30-day dealer commercial paper rate plus 4.55%.


                                       13

<PAGE>

ITEM  2.     MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  OF FINANCIAL CONDITION AND
RESULTS  OF  OPERATIONS.

OVERVIEW

     The following  discussion  should be read in conjunction with the unaudited
consolidated  condensed  financial  statements and notes thereto  included under
Item 1 above.  In addition,  reference  should be made to the Company's  audited
consolidated  financial  statements  and notes thereto and related  Management's
Discussion  and  Analysis  of  Financial  Condition  and  Results of  Operations
included in the Company's most recent Annual Report on Form 10-K.

     During  the  third  quarter  of 2003,  as a  result  of  continuous  losses
incurred,  we discontinued all remaining paver  installation  operations.  Going
forward,  our only  remaining  line of business is our newly  created  equipment
resale subsidiary,  PSC Equipment,  Inc. As previously reported,  we formed this
new  division  during  the second  quarter  of 2003,  to buy and sell high grade
commercial equipment.

     To begin this new division, during the second quarter of 2003, we purchased
high grade food processing  equipment  located in four sites around the USA with
an appraised resale value of $20,000,000. We issued 15,000,000 restricted common
shares and executed a $500,000 money purchase contract as consideration for this
purchase. This equipment was booked at cost on our balance sheet at $1,350,000.

     During the third quarter of 2003, we purchased additional similar equipment
having  an  appraised  resale  value  of  $14,000,000,  and  recorded  a sale of
$7,000,000.
This  transaction  generated an individual  non cash profit of $3,900,000 in the
third  quarter  of 2003.  We  continue  to  aggressively  market  our  equipment
inventory  for resale and  continue  to search for new  equipment  inventory  to
purchase.

     The  following   explanations   primarily  reflect  continuing  operations,
comprised  solely of our newly formed  equipment  resale  division and corporate
operations.


FINANCIAL  CONDITION

     Total  assets from  continuing  operations  as of  September  30, 2003 were
$5,325,371,  an increase of  $5,325,371,  from zero assets at December 31, 2002.
The increase was primarily  attributable to the purchase of equipment  inventory
described above totaling  $1,350,000,  along with investments  (restricted stock
proceeds) from the sale of equipment totaling $3,900,000.

     Current liabilities from continuing  operations  increased by $1,226,010 or
41.4%, from $2,957,425 at December 31, 2002 to $4,183,435 at September 30, 2003.
The increase is primarily  attributable to a reclassification  of long-term debt
to short-term debt totaling $843,047.

     Stockholders'  deficit  decreased  from  $5,663,225 at December 31, 2002 to
$2,756,446,  a decreased deficit of $2,906,779.  This was a result of profits in
the nine months ended  September 30, 2003 of  $1,186,315,  along with  increased
additional  paid in capital of  $1,620,989,  largely a result of the  $1,350,000
equipment inventory purchase for common stock, described above.

RESULTS  OF  OPERATIONS

     Net sales were $7,000,000, for the three-month and nine=month periods ended
September  30, 2003, as compared to zero sales for the same periods in the prior
year. This reflects one equipment sale  transaction in the third quarter of 2003
within the newly formed equipment resale  division.  This new division  reflects
all continuing operations and was formed in the second quarter of 2003.

     Cost of goods  sold was  $3,100,000,  for the  three-month  and  nine-month
periods  ended  September  30, 2003, as compared to zero for the same periods in
the prior year.  This  reflects  one  equipment  sale  transaction  in the third
quarter of 2003 within the newly  formed  equipment  resale  division.  This new
division reflects all continuing operations and was formed in the second quarter
of 2003.

     Selling, general and administrative expenses decreased by $542,250, or 88%,
and increased by $121,138 or 9,846%,  for the three-month and nine-month periods
ended September 30, 2003,  respectively,  as compared to the same periods in the
prior year.  The  fluctuations  were  primarily  due to changes in the number of
employees in continuing operations.

     We incurred a net profit from  continuing  operations of $3,663,145 for the
three-month period ended September 30, 2003 as compared to a net loss of $10,263
for the three-month  period ended September 30, 2002. The increase of $3,673,408
was primarily due to the equipment resale transaction described above.

     We incurred a net profit from  continuing  operations of $3,298,830 for the
nine-month  period  ended  September  30,  2003 as  compared  to a net profit of
$446,837 for the  nine-month  period ended  September 30, 2002.  The increase of
$2,851,993  was  primarily  due to the equipment  resale  transaction  described
above.


<PAGE>

LIQUIDITY  AND  CAPITAL  RESOURCES

    CONSOLIDATED BALANCE SHEET AS OF SEPTEMBER 30, 2003

Our total assets at September 30, 2003 were $5,375,266  compared with $4,088,860
at December 31,  2002,  a increase of  $1,286,406.  These  balances  include net
assets  from  discontinued  operations  of $49,895  at  September  30,  2003 and
$4,088,860 at December 31, 2002, a decrease of $4,038,965,  primarily the result
of the  winding  down of all  paver  installation  business.  Our  total  assets
excluding  discontinued  operations were $5,325,371 and zero,  respectively,  at
September  30, 2003 and  December  31,  2002,  an increase of  $5,325,371.  This
increase was due to the equipment  inventory  purchase  described above totaling
$1,350,000,  along with investments (restricted stock proceeds) from the sale of
equipment  of  $3,900,000.  Total assets at  September  30, 2003 were  comprised
mainly of $3,900,000 of investments and $1,350,000 of equipment inventory. Total
current  assets  at  September  30,  2003 and  December  31,  2002  amounted  to
$5,306,298 and  $4,088,860,  respectively,  while total current  liabilities for
those same periods amounted to $8,131,712 and $8,909,038 respectively,  creating
working  capital  deficits of $2,825,414  and  $4,820,178,  respectively.  These
working capital deficits are principally attributable to operating losses in the
first two quarters of 2003 and in the full year of 2002.  Total  liabilities  at
September  30,  2003 and  December  31,  2002 were  $8,131,712  and  $9,752,085,
respectively,  representing a decrease of $1,620,373. This decrease is primarily
due to a decrease in  liabilities  from  discontinued  operations of $2,003,336,
caused primarily by the winding down of operations in Florida.
Shareholders' deficit at September 30, 2003 and December 31, 2002 was $2,756,446
and $5,663,225,  respectively,  representing a decreased  deficit of $2,906,779.
The decreased  deficit is primarily due to profits  generated from the equipment
inventory sale described above.


The  Company's net cash used in operating  activities  for the nine months ended
September 30, 2003 was $2,430, compared to net cash used in operating activities
of  $1,028,052  for the nine months  ended  September  30,  2002,  a decrease of
$1,025,622.   This  decrease  resulted  primarily  from  the  discontinuance  of
unprofitable paver installation operations.


Our  Company's  net cash  provided by financing  activities  for the nine months
ended September 30, 2003 was $8,833,  compared to $992,613 net cash provided for
the nine months ended  September  30,  2002,  a decrease of  $983,780.  The only
source of financing in 2003 was $27,493 from our revolving  line of credit.  The
primary  sources of financing in 2002 were cash proceeds of  $1,000,000  from an
issuance of stock,  cash proceeds of $268,215 from our revolving  line of credit
and cash proceeds of $200,000 from a note payable to an outside director.

Our Company had a revolving line of credit with a financial institution totaling
$2,500,000,  which  was  up  for  renewal  at  April  30,  2003.  The  financial
institution  declined to renew the line.  On December  19, 2003,  after  several
months of negotiations,  the Company executed a forbearance  agreement with this
financial  institution  whereby the debt was restructured.  Under the agreement,
the  Company  is to pay off the debt  using net cash  proceeds  received  in its
equipment resale division. A minimum of 50% of monthly net cash proceeds,  up to
$250,000  of monthly  proceeds,  is  payable  under the  agreement,  and 100% of
monthly net cash  proceeds over  $250,000 is payable  under the  agreement.  The
agreement expires on March 31, 2004, but may be extended if agreed upon payments
are  being  made.  The debt is  secured  by all  assets  of the  Company  and is
personally guaranteed by the C.E.O.


Our Company owes a former outside director $700,000 plus accrued  interest,  and
owes the C.E.O $136,744 plus accrued interest, under promissory notes payable in
January  2004.  The Company plans to negotiate  extensions  on these notes,  and
plans to retire the amounts owed using future cash  profits  generated  from its
equipment resale division, after all scheduled payments have been made under the
forbearance  agreement  described above. If adequate future cash profits are not
available,  the Company will  attempt to  negotiate a retirement  of these debts
using portions of its stock investments held.

The report of our  independent  accountants  on our December 31, 2002  financial
statements   includes  an  explanatory   paragraph   indicating  that  there  is
substantial  doubt  about our  ability to  continue  as a going  concern  due to
substantial  recurring  losses from  operations  and a  significant  accumulated
deficit and working capital deficit.  Our ability to continue as a going concern
will be determined by our ability to obtain additional  funding and to implement
our business plan, particularly pertaining to the new equipment resale division.
Our financial  statements do not include any adjustments  that might result from
the outcome of this uncertainty.


Our Company has no assured available  financial  resources to meet its September
30, 2003 working  capital deficit of $2,825,414 and future  operating  costs. If
our Company is unable to fund its working capital  deficit and future  operating
costs through  operating  activities,  the Company may be required to change its
proposed business plan and decrease its planned  operations,  which could have a
material adverse effect upon its business,  financial  condition,  or results of
operations.


<PAGE>

FORWARD-LOOKING  STATEMENTS

     This  quarterly  report on Form 10-Q  contains  forward-looking  statements
within the  meaning of the  Private  Securities  Litigation  Reform Act of 1995.
Words  such  as  "anticipates",   "believes",   "forecasts",  "plans",  "hopes",
"predicts",  "prognosticates",  and the like are  meant to  indicate  that  such
statements are forward-looking and not historical in nature, and such statements
contain inherent risks and uncertainties  which render them capable of not being
achieved.   Forward-looking   statements   involve  known  and  unknown   risks,
uncertainties   and  other  factors  which  could  cause  the  actual   results,
performance  (financial or operating) or  achievements to differ from the future
results,  performance  (financial  or operating)  or  achievements  expressed or
implied by such forward-looking  statements.  Such future results are based upon
management's  best estimates  based upon current  conditions and the most recent
results of operations. Such factors include, among others:

* The Company's ability to continue as a going concern will be determined by its
ability to obtain additional funding and to implement its business plan.

* If financing does not become  available on favorable  terms,  then the Company
will not have adequate funds to fulfill its long-term strategic plans.

* The  Company  does  not  maintain  key man  life  insurance  on its  principal
employees.

* The Company may not be able to attract,  motivate and retain skilled employees
to install  pavers,  or to engage  sufficient  outside  contractors  to meet the
Company's planned expansion needs.

* There  can be no  assurance  that  shareholders  of the  Company  will  not be
negatively  affected by the  concentration  of ownership of its Common Shares by
the management and directors of the Company.

*     The  Company  has  not  and  may  not pay dividends to shareholders in the
foreseeable  future.

<PAGE>

*  Competition  may become more intense as a result of the  introduction  of new
competitors, consolidation, price discounting, and possibly weakening demand.

* New  laws  and  regulations  could  negatively  impact  the  equipment  resale
industry, causing increased costs and decreased revenue earning opportunities.

* Sales of the  Company's  common  stock in the public  market  could impair the
market  price of our  common  stock and also  impair  the  ability  to  complete
successful financing efforts.

* The Company must comply with penny stock regulations which may render the sale
of shares of common stock by a stockholder more difficult.

ITEM  3.     QUANTITATIVE  AND  QUALITATIVE  DISCLOSURES  ABOUT  MARKET  RISK.

             Not  applicable.


<PAGE>

ITEM  4.     CONTROLS AND PROCEDURES


Quarterly evaluation of the Company's Disclosure Controls and Internal Controls.
Within the 90 days prior to the date of this Quarterly  Report on Form 10-Q, the
Company  evaluated  the  effectiveness  of  the  design  and  operation  of  its
"disclosure controls and procedures"  (Disclosure  Controls),  and its "internal
controls and  procedures  for financial  reporting"  (Internal  Controls).  This
evaluation (the Controls Evaluation) was done under the supervision and with the
participation  of management,  including our Chief  Executive  Officer (CEO) and
Chief  Financial  Officer  (CFO).  Rules adopted by the SEC require that in this
section of the Quarterly  Report we present the  conclusions  of the CEO and the
CFO about the  effectiveness  of our Disclosure  Controls and Internal  Controls
based on and as of the date of the Controls Evaluation.

CEO and CFO  Certifications.  Appearing  immediately  following  the  Signatures
section   of  this   Quarterly   Report   there  are  two   separate   forms  of
"Certifications"  of the CEO and the CFO.  The first  form of  Certification  is
required  in accord  with  Section  302 of the  Sarbanes-Oxley  Act of 2002 (the
Section 302  Certification).  This section of the Quarterly Report which you are
currently reading is the information concerning the Controls Evaluation referred
to in the  Section 302  Certifications  and this  information  should be read in
conjunction   with  the  Section  302   Certifications   for  a  more   complete
understanding of the topics presented.

Disclosure  Controls and Internal Controls.  Disclosure  Controls are procedures
that are designed with the objective of ensuring that information required to be
disclosed  in our  reports  filed  under  the  Securities  Exchange  Act of 1934
(Exchange  Act),  such  as  this  Quarterly  Report,  is  recorded,   processed,
summarized and reported within the time periods  specified in the Securities and
Exchange  Commission's  (SEC)  rules and  forms.  Disclosure  Controls  are also
designed with the objective of ensuring that such information is accumulated and
communicated  to our  management,  including the CEO and CFO, as  appropriate to
allow timely decisions  regarding  required  disclosure.  Internal  Controls are
procedures  which  are  designed  with the  objective  of  providing  reasonable
assurance that (1) our transactions are properly authorized;  (2) our assets are
safeguarded  against  unauthorized or improper use; and (3) our transactions are
properly  recorded and reported,  all to permit the preparation of our financial
statements in conformity with generally accepted accounting principles.

Limitations  on  the  Effectiveness  of  Controls.   The  Company's  management,
including the CEO and CFO, does not expect that our  Disclosure  Controls or our
Internal  Controls will prevent all error and all fraud.  A control  system,  no
matter how well  conceived  and  operated,  can  provide  only  reasonable,  not
absolute,  assurance that the objectives of the control system are met. Further,
the design of a control  system must  reflect  the fact that there are  resource
constraints,  and the benefits of controls must be considered  relative to their
costs. Because of the inherent limitations in all control systems, no evaluation
of controls can provide absolute assurance that all control issues and instances
of fraud,  if any,  within  the  Company  have  been  detected.  These  inherent
limitations  include the  realities  that  judgments in  decision-making  can be
faulty,  and that  breakdowns  can occur  because  of simple  error or  mistake.
Additionally,  controls  can be  circumvented  by the  individual  acts  of some
persons,  by collusion of two or more people,  or by management  override of the
control. The design of any system of controls also is based in part upon certain
assumptions about the likelihood of future events, and there can be no assurance
that any design will succeed in achieving  its stated goals under all  potential
future  conditions;  over time, control may become inadequate because of changes
in conditions,  or the degree of compliance  with the policies or procedures may
deteriorate.  Because of the inherent  limitations in a  cost-effective  control
system, misstatements due to error or fraud may occur and not be detected.

<PAGE>

Scope of the  Controls  Evaluation.  The CEO/CFO  evaluation  of our  Disclosure
Controls and our Internal Controls included a review of the controls' objectives
and design,  the controls'  implementation  by the Company and the effect of the
controls on the information  generated for use in this Quarterly  Report. In the
course of the Controls Evaluation,  we sought to identify data errors,  controls
problems or acts of fraud and to confirm  that  appropriate  corrective  action,
including process improvements,  were being undertaken.  This type of evaluation
will be done on a quarterly  basis so that the conclusions  concerning  controls
effectiveness  can be reported in our Quarterly  Reports on Form 10-Q and Annual
Report on Form 10-K.  Our  Internal  Controls  are also  evaluated on an ongoing
basis by our  independent  auditors  in  connection  with their audit and review
activities.  The overall goals of these  various  evaluation  activities  are to
monitor  our  Disclosure   Controls  and  our  Internal  Controls  and  to  make
modifications  as  necessary;  our intent in this regard is that the  Disclosure
Controls and the Internal  Controls will be  maintained as dynamic  systems that
change (including with improvements and corrections) as conditions warrant.

Among other matters, we sought in our evaluation to determine whether there were
any  "significant  deficiencies"  or  "material  weaknesses"  in  the  Company's
Internal  Controls,  or whether  the Company  had  identified  any acts of fraud
involving  personnel  who  have a  significant  role in the  Company's  Internal
Controls.  This  information  was  important  both for the  Controls  Evaluation
generally and because items 5 and 6 in the Section 302 Certifications of the CEO
and CFO require that the CEO and CFO disclose  that  information  to our Board's
Audit Committee and to our independent auditors and to report on related matters
in  this  section  of  the  Quarterly  Report.  In  the  professional   auditing
literature,   "significant   deficiencies"   are  referred  to  as   "reportable
conditions";  these are  control  issues that could have a  significant  adverse
effect on the ability to record, process, summarize and report financial data in
the  financial  statements.  A "material  weakness"  is defined in the  auditing
literature as a particularly  serious  reportable  condition  where the internal
control  does not reduce to a relatively  low level the risk that  misstatements
caused by error or fraud may occur in amounts that would be material in relation
to the  financial  statements  and not be  detected  within a timely  period  by
employees in the normal course of performing their assigned  functions.  We also
sought to deal with other controls  matters in the Controls  Evaluation,  and in
each case if a problem was identified, we considered what revision,  improvement
and/or correction to make in accord with our on-going procedures.

In accord with SEC  requirements,  the CEO and CFO note that,  since the date of
the Controls Evaluation to the date of this Quarterly Report, there have been no
significant  changes  in  Internal  Controls  or in  other  factors  that  could
significantly  affect Internal  Controls,  including any corrective actions with
regard to significant deficiencies and material weaknesses.

Conclusions.  Based upon the Controls Evaluation, our CEO and CFO have concluded
that,  subject to the  limitations  noted  above,  our  Disclosure  Controls are
effective  to  ensure  that  material  information  relating  to  Intel  and its
consolidated  subsidiaries  is made known to  management,  including the CEO and
CFO,  particularly  during  the  period  when our  periodic  reports  are  being
prepared,  and that our Internal  Controls are  effective to provide  reasonable
assurance that our financial  statements are fairly presented in conformity with
generally accepted accounting principles.


PART  II:     OTHER  INFORMATION.

ITEM  1.     LEGAL  PROCEEDINGS.

     The Company is  presently a defendant  in 25  collection  related  lawsuits
totaling  approximately $520,000 some of which judgements have been obtained and
the rest are pending.  The  majority of these legal  actions are a result of the
company's  discontinued   operations.   In  addition,  there  are  presently  18
threatened collection related lawsuits totaling approximately $200,000.

ITEM  2.     CHANGES  IN  SECURITIES  AND  USE  OF  PROCEEDS.

     During the nine  months  ended  September  30,  2003,  the  Company  issued
3,117,200  shares of common stock to consultants  for services.  The shares were
valued at $290,217, the fair value on the respective grant dates.

     During the nine months ended September 30, 2003, the Company issued 600,000
restricted  shares of common  stock as  collateral  for  services  performed  by
vendors. These shares have not yet been applied as payment for amounts owed.

<PAGE>

     During the nine  months  ended  September  30,  2003,  the  Company  issued
2,991,500  option shares  pursuant to its stock option plans as  collateral  for
services performed by consultants and vendors. Of these, 1,225,171 option shares
were exercised and valued at $80,246 based on the dates exercised. The remaining
1,766,329 option shares were collateral at September 30, 2003.

     During the nine  months  ended  September  30,  2003,  the  Company  issued
15,000,000  restricted shares of common stock to purchase  commercial  equipment
inventory in conjunction with its equipment re-sale  subsidiary,  PSC Equipment,
Inc. The shares were valued at  $1,350,000,  based on the date of the  equipment
purchase transaction.

     Subsequent to September 30, 2003, the Company issued 62,000,000  restricted
shares to officers and  directors as  compensation  in lieu of cash for services
performed. These were valued at $620,000 based on the date of grant.


     ITEM  3.     DEFAULTS UPON SENIOR SECURITIES.

             None

ITEM  4.     SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

             None.

ITEM  5.     OTHER INFORMATION.

     During the third quarter of 2003, the three outside board members  resigned
their board of director positions, citing conflicts with scheduling.

ITEM  6.     EXHIBITS AND REPORTS ON FORM 8-K.

          (a)     Exhibits.
                  --------

     99.1 (CEO) Certification Pursuant to 18 U.S.C. Section 1350, As Adopted
          Pursuant  to  Section  906  of  the  Sarbanes-Oxley  Act  of  2002

     99.2 (CFO)  Certification  Pursuant  to  18 U.S.C. Section 1350, As Adopted
          Pursuant  to  Section  906  of  the  Sarbanes-Oxley  Act  of  2002


     -----------------
     (b)  Reports on Form 8-K.  The Company did not file any reports on Form 8-K
during the fiscal quarter.

<PAGE>


                                   SIGNATURES

     Pursuant to the  requirements  of the Securities  Exchange Act of 1934, the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned hereunto duly authorized.
PAVING  STONE  CORPORATION



                 By:  /s/  Jace  Simmons
                      --------------------
                      Jace  Simmons,  Executive  Vice  President-Finance,
                      Chief Financial Officer and Director
                      (Duly Authorized Officer and Principal Financial Officer)
                      Dated:  December  30,  2003